I'll admit, I tuned into CBS' new comedy 2 Broke Girls last night with much trepidation. Here is a show about two mismatched waitresses in a Williamsburg Diner—on CBS. It had the potential to do everything wrong. Surprisingly I was won over, but it's still doing everything wrong.

The concept of the show is that hard-working hipster Max (Kat Dennings) gets saddled with a new inexperienced waitress Caroline (Beth Behrs) who is the daughter of a billionaire Bernie Madoff type and is now homeless and poor for the first time in her life. It's Laverne & Shirley for the double-dip Recession. Naturally Max is a cupcake baker and Caroline has a Wharton degree so she is going to move in and help Max raise money and they're going to open a cupcake bakery because that is the only way to still strike it rich in Manhattan these days.

There are so many places the show could have gone wrong, but its sharp wit and clever jokes are enough for you to get past it. Created by Sex and the City scribe Michael Patrick King and comedian Whitney Cummings (whose own NBC show starts Thursday and promises to be like rubbing sandpaper on your retinas) is brisk and sharp. The opening scene where Max dresses down some rude customers is brilliant, so is an unexpected kissing gag on the subway. Oh, and don't forget everything that happens with Max's oft-shirtless idiot boyfriend.

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The characters are great too. Max is your traditional working class hero (it's something to be!) but Caroline was the real surprise. I expected her to be like a Fendi-clad Steve Urkel, stupid and bumbling, making a mess of everything, and the butt of all the jokes. But she's not. She's smart and bitchy and gives it to Max as good as she gets it. They're both caustic in their own way and from opposite directions, which is a dynamic that works and explains how the two would become fast friends. Also genius is the woman that Max babysits for (yes, she works two jobs and makes the cupcakes) who is a vapid and vacant rich lady in a parody that is wonderfully over the top. Twin babies named Brad and Angelina? You won't think it's funny until you hear it.

So, what was so bad about the show? Now, I'm not going to harp on how the diner looks nothing like a Williamsburg diner and that the waitresses would be wearing jeggings instead of outdated uniforms. And don't bother to bring up that a dinner in Williamsburg is a lot more likely to be formerly owned by Poles than the Russian mafia. I won't bitch that Max's apartment, while supposed to look grubby, is still ten times larger than any Bushwick hipster hovel I've ever seen. Forget that they ride a subway car covered in graffiti like it's a scene out of early Scorsese. This is TV and you have to get over that stuff to make it work (remember the Friends unbelievably large apartment?) but there's something lingeringly wrong about it.

Thanks to King, this is like a rich, gay, white man's version of Williamsburg, one that's all poorly rendered stereotypes and vast generalizations. It's the view of the Brooklyn waterfront from a penthouse on the other side of the river, and it shows. It's selling the "hipster sensibility" to the old, rich, white audience of CBS, which isn't an easy sell. In order to make it familiar the show relies on a the familiar patterns of a type of sitcom that is far past its prime. After The Office, Arrested Development, and, hell, even Sex and the City the four-camera sitcom is like a baby named Ethel. Its almost a throwback, but not quite yet.

And there's a laugh track. There is nothing like that canned hilarity to burn the ears of the modern viewer. It is the new death knell. On this show, it's like a facelift on a 30 year-old. It takes something new and fresh and just makes it look like some sort of relic that needs punching up.

This show doesn't really need any punching up, it needs some breaking free. Sure, this would have been even better as an HBO comedy companion to Bored to Death, but it's not. Instead we're left with what is a fresh and quick-witted take on the traditional sitcom, which isn't such a bad thing—if you can get over the laugh track.